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Share Cancellation Agreement

Share Cancellation Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Share Cancellation Agreement

"I need a Share Cancellation Agreement under UAE law for our Dubai-based LLC, where we're cancelling 2,000 shares held by a minority shareholder as part of an agreed exit arrangement, with completion scheduled for March 2025."

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Document background
The Share Cancellation Agreement is a crucial document used in UAE corporate restructuring scenarios where a company needs to cancel existing shares, whether as part of a capital reduction, share buyback, or corporate reorganization. This document is essential in the UAE business environment where strict regulatory compliance is required for any changes to share capital. The agreement must align with UAE Federal Commercial Companies Law No. 32/2021 and, where applicable, free zone regulations. It typically includes detailed provisions on the cancellation process, necessary corporate and regulatory approvals, and resulting changes to the company's share capital structure. The document is particularly important in scenarios involving family business restructuring, corporate downsizing, or strategic realignment of shareholding patterns, and must consider both federal and emirate-level regulatory requirements.
Suggested Sections

1. Parties: Identification of the Company and the Shareholder(s) whose shares are being cancelled

2. Background: Context of the share cancellation, including company details, existing shareholding structure, and reason for cancellation

3. Definitions and Interpretation: Key terms used in the agreement and rules of interpretation

4. Share Cancellation: Core terms describing the shares to be cancelled, effective date, and mechanics of cancellation

5. Consideration: Details of any payment or compensation for the cancelled shares

6. Conditions Precedent: Required approvals, regulatory clearances, and other conditions that must be met before cancellation

7. Completion: Process and timing for completing the cancellation, including documentation requirements

8. Representations and Warranties: Standard and specific warranties from both company and shareholder

9. Tax and Costs: Responsibility for taxes, fees, and expenses related to the cancellation

10. Confidentiality: Obligations regarding confidential information

11. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

12. Execution: Signature blocks and execution formalities

Optional Sections

1. Post-Completion Obligations: Additional actions required after cancellation, used when there are ongoing obligations

2. Regulatory Compliance: Specific section for listed companies or when special regulatory requirements apply

3. Share Certificate Provisions: Required for physical share certificates that need to be cancelled

4. Language: Required when document needs to specify which language version prevails

5. Third Party Rights: Used when agreement affects rights of other shareholders or third parties

6. Further Assurance: Used when additional documents or actions may be needed in future

Suggested Schedules

1. Share Details: Details of shares being cancelled including share numbers, class, and nominal value

2. Corporate Approvals: Copies of board resolutions, shareholder resolutions, and other corporate approvals

3. Regulatory Approvals: Copies of required regulatory consents or approvals

4. Completion Requirements: Checklist of documents and actions required for completion

5. Form of Public Notices: Templates for any required public announcements or creditor notices

6. Pre-Cancellation Shareholding Structure: Current shareholding structure before cancellation

7. Post-Cancellation Shareholding Structure: Revised shareholding structure after cancellation

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions































Clauses






























Relevant Industries

Financial Services

Professional Services

Real Estate

Manufacturing

Technology

Healthcare

Retail

Energy

Telecommunications

Construction

Family Businesses

Investment Companies

Relevant Teams

Legal

Finance

Corporate Secretariat

Compliance

Corporate Governance

Investment

Board Secretariat

Shareholder Relations

Treasury

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Corporate Secretary

Legal Director

Finance Director

Compliance Officer

Corporate Governance Officer

Investment Manager

Board Director

Managing Director

Shareholder Relations Manager

Corporate Restructuring Officer

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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